Common use of Reclassification, Reorganization, Merger, Etc Clause in Contracts

Reclassification, Reorganization, Merger, Etc. In case, prior to the expiration of this Warrant by exercise or by its terms, of any capital reorganization, recapitalization, reclassification or other change of the outstanding Warrant Shares (other than as provided for in Section 6.1.1 hereof), or in case of any consolidation, merger or share exchange of the Company with or into any other corporation (other than a merger or share exchange with a subsidiary in which the Company is the continuing corporation and which does not result in any reclassification, capital reorganization or other change of outstanding Warrant Shares), or in case of any sale or conveyance to any other corporation of all or substantially all of the properties and assets of the Company, then, and in each such case, the Company shall cause effective provision to be made so that the holder of this Warrant shall have the right to receive, upon the exercise of this Warrant as provided herein, upon the consummation of such reorganization, recapitalization, reclassification, consolidation, merger, share exchange, sale or conveyance, the kind and amount of shares of stock or other securities or property receivable upon such reorganization, recapitalization, reclassification, consolidation, merger, share exchange, sale or conveyance by a holder of the number of Warrant Shares issuable upon exercise of this Warrant immediately prior to such reorganization, recapitalization, reclassification, consolidation, merger, share exchange, sale, or conveyance. Any such provision shall include provision for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Warrant. A copy of such provision shall be furnished to the holder(s) of Warrants within ten (10) days after execution of the appropriate agreement pertaining to same and, in any event, prior to the effective date of any consolidation, merger, share exchange, sale or conveyance subject to the provisions of this Section 7. The foregoing provisions of this Section 7 shall similarly apply to successive capital reorganizations, recapitalizations, reclassifications and changes of Warrant Shares and to successive consolidations, mergers, share exchanges, sales or conveyances.

Reclassification, Reorganization, Merger, Etc. (a) In case, prior to the expiration of this Warrant by exercise or by its terms, case of any capital reorganization, recapitalizationother than in the cases referred to in Section 5(a) hereof, or the consolidation or merger of the Company with or into another corporation (other than a merger or consolidation in which the Company is the continuing corporation, and which does not result in any reclassification of the outstanding shares of Common Stock or the conversion of such outstanding shares of Common Stock into shares of other stock or other securities or property), or in the case of any sale, lease, or conveyance to another corporation of the property and assets of any nature of the Company as an entirety or substantially as an entirety (such actions being hereinafter collectively referred to as "Reorganizations"), there shall thereafter be deliverable upon exercise of this Warrant (in lieu of the number of Warrant Shares theretofore deliverable) the number of shares of stock or other securities or property to which a holder of the respective number of Warrant Shares which would otherwise have been deliverable upon the exercise of this Warrant would have been entitled upon such Reorganization if this Warrant had been exercised in full immediately prior to such Reorganization. In case of any Reorganization, appropriate adjustment, as determined in good faith by the Board of Directors of the Company, shall be made in the application of the provisions herein set forth with respect to the rights and interests of the Holder so that the provisions set forth herein shall thereafter be applicable, as nearly as possible, in relation to any shares or other property thereafter deliverable upon exercise of this Warrant. Any such adjustment shall be made by, and set forth in, a supplemental agreement between the Company, or any successor thereto, and the Holder, with respect to this Warrant, and shall for all purposes hereof conclusively be deemed to be an appropriate adjustment. The Company shall not effect any such Reorganization unless, upon or prior to the consummation thereof, the successor corporation, or if the Company shall be the surviving corporation in any such Reorganization and is not the issuer of the shares of stock or other securities or property to be delivered to holders of shares of the Common Stock outstanding at the effective time thereof, then such issuer, shall assume by written instrument the obligation to deliver to the Holder such shares of stock, securities, cash, or other property as such Holder shall be entitled to purchase in accordance with the foregoing provisions. In the event of sale, lease, or conveyance or other transfer of all or substantially all of the assets of the Company as part of a plan for liquidation of the Company, all rights to exercise this Warrant shall terminate 30 days after the Company gives written notice to the Holder that such sale or conveyance or other transfer has been consummated. (b) In case of any reclassification or other change of the outstanding shares of Common Stock issuable upon exercise of this Warrant Shares (other than a change in par value or from a specified par value to no par value, or as provided for a result of a subdivision or combination, but including any change in Section 6.1.1 hereofthe shares into two or more classes or series of shares), or in case of any consolidation, consolidation or merger or share exchange of another corporation into the Company with or into any other corporation (other than a merger or share exchange with a subsidiary in which the Company is the continuing corporation and in which does not result in any reclassification, capital reorganization there is a reclassification or change (including a change to the right to receive cash or other property) of the shares of Common Stock (other than a change in par value, or from no par value to a specified par value, or as a result of outstanding Warrant Sharesa subdivision or combination, but including any change in the shares into two or more classes or series of shares), the Holder or in case of any sale or conveyance to any other corporation of all or substantially all of the properties and assets of the Company, then, and in each such case, the Company shall cause effective provision to be made so that the holder holders of this Warrant shall have the right thereafter to receive, receive upon the exercise of this Warrant as provided herein, upon the consummation of such reorganization, recapitalization, reclassification, consolidation, merger, share exchange, sale or conveyance, solely the kind and amount of shares of stock and other securities, property, cash, or other securities or property any combination thereof receivable upon such reorganizationreclassification, recapitalization, reclassificationchange, consolidation, merger, share exchange, sale or conveyance merger by a holder of the number of Warrant Shares issuable upon exercise of for which this Warrant might have been exercised immediately prior to such reorganizationreclassification, recapitalization, reclassificationchange, consolidation, or merger. Thereafter, share exchange, sale, or conveyance. Any such appropriate provision shall include provision be made for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Warrant. A copy of such provision shall be furnished to the holder(sSection 5. (c) of Warrants within ten (10) days after execution of the appropriate agreement pertaining to same and, in any event, prior to the effective date of any consolidation, merger, share exchange, sale or conveyance subject to the The above provisions of this Section 7. The foregoing provisions of this Section 7 6 shall similarly apply to successive capital reorganizations, recapitalizations, reclassifications and changes of Warrant Shares shares of Common Stock and to successive consolidations, mergers, share exchangessales, sales leases, or conveyances.

Reclassification, Reorganization, Merger, Etc. (a) In case, prior to the expiration of this Warrant by exercise or by its terms, case of any capital reorganization, recapitalizationother than in the cases referred to in Section 5(a) hereof, or the consolidation or merger of the Company with or into another corporation (other than a merger or consolidation in which the Company is the continuing corporation, and which does not result in any reclassification of the outstanding shares of Common Stock or the conversion of such outstanding shares of Common Stock into shares of other stock or other securities or property), or in the case of any sale, lease, or conveyance to another corporation of the property and assets of any nature of the Company as an entirety or substantially as an entirety (such actions being hereinafter collectively referred to as “Reorganizations”), there shall thereafter be deliverable upon exercise of this Warrant (in lieu of the number of Warrant Shares theretofore deliverable) the number of shares of stock or other securities or property to which a holder of the respective number of Warrant Shares which would otherwise have been deliverable upon the exercise of this Warrant would have been entitled upon such Reorganization if this Warrant had been exercised in full immediately prior to such Reorganization. In case of any Reorganization, appropriate adjustment, as determined in good faith by the Board of Directors of the Company, shall be made in the application of the provisions herein set forth with respect to the rights and interests of the Holder so that the provisions set forth herein shall thereafter be applicable, as nearly as possible, in relation to any shares or other property thereafter deliverable upon exercise of this Warrant. Any such adjustment shall be made by, and set forth in, a supplemental agreement between the Company, or any successor thereto, and the Holder, with respect to this Warrant, and shall for all purposes hereof conclusively be deemed to be an appropriate adjustment. The Company shall not effect any such Reorganization unless, upon or prior to the consummation thereof, the successor corporation, or if the Company shall be the surviving corporation in any such Reorganization and is not the issuer of the shares of stock or other securities or property to be delivered to holders of shares of the Common Stock outstanding at the effective time thereof, then such issuer, shall assume by written instrument the obligation to deliver to the Holder such shares of stock, securities, cash, or other property as such Holder shall be entitled to purchase in accordance with the foregoing provisions. In the event of sale, lease, or conveyance or other transfer of all or substantially all of the assets of the Company as part of a plan for liquidation of the Company, all rights to exercise this Warrant shall terminate 30 days after the Company gives written notice to the Holder that such sale or conveyance or other transfer has been consummated. (b) In case of any reclassification or other change of the outstanding shares of Common Stock issuable upon exercise of this Warrant Shares (other than a change in par value or from a specified par value to no par value, or as provided for a result of a subdivision or combination, but including any change in Section 6.1.1 hereofthe shares into two or more classes or series of shares), or in case of any consolidation, consolidation or merger or share exchange of another corporation into the Company with or into any other corporation (other than a merger or share exchange with a subsidiary in which the Company is the continuing corporation and in which does not result in any reclassification, capital reorganization there is a reclassification or change (including a change to the right to receive cash or other property) of the shares of Common Stock (other than a change in par value, or from no par value to a specified par value, or as a result of outstanding Warrant Sharesa subdivision or combination, but including any change in the shares into two or more classes or series of shares), the Holder or in case of any sale or conveyance to any other corporation of all or substantially all of the properties and assets of the Company, then, and in each such case, the Company shall cause effective provision to be made so that the holder holders of this Warrant shall have the right thereafter to receive, receive upon the exercise of this Warrant as provided herein, upon the consummation of such reorganization, recapitalization, reclassification, consolidation, merger, share exchange, sale or conveyance, solely the kind and amount of shares of stock and other securities, property, cash, or other securities or property any combination thereof receivable upon such reorganizationreclassification, recapitalization, reclassificationchange, consolidation, merger, share exchange, sale or conveyance merger by a holder of the number of Warrant Shares issuable upon exercise of for which this Warrant might have been exercised immediately prior to such reorganizationreclassification, recapitalization, reclassificationchange, consolidation, or merger. Thereafter, share exchange, sale, or conveyance. Any such appropriate provision shall include provision be made for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Warrant. A copy of such provision shall be furnished to the holder(sSection 5. (c) of Warrants within ten (10) days after execution of the appropriate agreement pertaining to same and, in any event, prior to the effective date of any consolidation, merger, share exchange, sale or conveyance subject to the The above provisions of this Section 7. The foregoing provisions of this Section 7 6 shall similarly apply to successive capital reorganizations, recapitalizations, reclassifications and changes of Warrant Shares shares of Common Stock and to successive consolidations, mergers, share exchangessales, sales leases, or conveyances.

Reclassification, Reorganization, Merger, Etc. In case, prior to the expiration of this Warrant by exercise or by its terms, of If any capital reorganization, recapitalization, reclassification or other change of the outstanding Warrant Shares (other than as provided for in Section 6.1.1 hereof), or in case of any consolidation, merger or share exchange capital stock of the Company with or into any other corporation (other than a merger or share exchange with a subsidiary in which the Company is the continuing corporation and which does not result in any reclassification, capital reorganization or other change of outstanding Warrant Shares), or in case of any sale or conveyance to any other corporation of all or substantially all of the properties and assets of the Company, then, and in each such case, the Company shall cause effective provision to be made so that the holder of this Warrant shall have the right to receive, upon the exercise of this Warrant as provided herein, upon the consummation of such reorganization, recapitalization, reclassification, consolidation, merger, share exchangeor any sale, sale lease, license, exchange or conveyanceother transfer (in one transaction or a series of related transactions) of all or substantially all, of the kind business and/or assets of the Company (the “Reclassification Events”) shall be effected in such a way that holders of Common Stock shall be entitled to receive stock, securities, or other assets or property, then, as a condition of such Reclassification Event, lawful and amount adequate provisions shall be made whereby the Holder hereof shall thereafter have the right to purchase and receive in exchange for payment of the applicable aggregate Purchase Price (in lieu of the shares of Common Stock of the Company immediately theretofore purchasable and receivable upon the exercise of the rights represented hereby) such shares of stock, securities, or other assets or property as may be issued or payable with respect to or in exchange for a number of outstanding shares of such Common Stock equal to the number of shares of such stock or other securities or property immediately theretofore purchasable and receivable upon such reorganizationthe exercise of the rights represented hereby. In any Reclassification Event, recapitalizationappropriate provision shall be made with respect to the rights and interests of the Holder of this Warrant to the end that the provisions hereof (including, reclassificationwithout limitation, consolidation, merger, share exchange, sale or conveyance by a holder provisions for adjustments of the Exercise Price and of the number of Warrant Shares issuable upon exercise Shares), shall thereafter be applicable, as nearly as may be, in relation to any shares of this Warrant immediately prior to such reorganizationstock, recapitalization, reclassification, consolidation, merger, share exchange, salesecurities, or conveyance. Any such provision shall include provision for adjustments which shall be as nearly equivalent as may be practicable to assets thereafter deliverable upon the adjustments provided for in this Warrant. A copy of such provision shall be furnished to the holder(s) of Warrants within ten (10) days after execution of the appropriate agreement pertaining to same and, in any event, prior to the effective date of any consolidation, merger, share exchange, sale or conveyance subject to the provisions of this Section 7. The foregoing provisions of this Section 7 shall similarly apply to successive capital reorganizations, recapitalizations, reclassifications and changes of Warrant Shares and to successive consolidations, mergers, share exchanges, sales or conveyancesexercise hereof.